LivaNova to Acquire TandemLife

14.2.2018 21:05 | Business Wire

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LivaNova PLC (NASDAQ:LIVN) (“LivaNova” or the “Company”), a
market-leading medical technology company, today announced it has
entered into an agreement to acquire TandemLife, a privately held
company focused on advanced cardiopulmonary temporary support solutions
(“TandemLife”). The Pittsburgh-based company offers four product
systems, all built around a common pump and controller. These systems,
which include ExtraCorporeal Life Support (“ECLS”) and Percutaneous
Mechanical Circulatory Support (“pMCS”), are complementary to LivaNova’s
strong offerings in cardiac surgery.

“We are pleased to enhance our cardiac surgery product offerings with
TandemLife’s complete portfolio of advanced cardiopulmonary support
products,” said Damien McDonald, LivaNova’s Chief Executive Officer.
“Use of ECLS and pMCS systems is on the rise, and technological
advancements have made products easier to use and more efficacious,
leading to growth in the number of hospitals capable of performing these
advanced procedures. We will leverage our customer base and global
infrastructure to increase penetration in the U.S. and to expand
geographically.”

With TandemLife, hospitals can deploy a versatile platform consisting of
a single pump and controller upon which all of the company’s products
operate. This simple platform creates ease of use for clinicians and
offers mobility for patients. Each TandemLife system may include a pump,
an oxygenator and cannulae for comprehensive, acute cardiac, pulmonary
or cardiopulmonary care. The TandemLife® system provides
cardiopulmonary support through veno-arterial ECLS. For patients
experiencing respiratory dysfunction, TandemLung® provides
pulmonary support through veno-venous ECLS. ProtekDuo® and
TandemHeart® provide advanced pMCS for Right Heart Support
and Left Heart Support, respectively.

“The TandemLife systems allow hospitals to offer a comprehensive
platform, which controls costs without sacrificing quality of care,”
said Alistair Simpson, LivaNova’s General Manager of its Cardiac Surgery
business franchise. “These product offerings will enrich LivaNova’s
cardiopulmonary temporary support capabilities.”

Since inception in 1996, TandemLife products have been used in more than
5,000 patient cases. TandemLife is currently maintaining a multicenter
clinical registry (“THEME”) and is sponsoring studies for its main
indications.

“We have a history of delivering significant capabilities and benefits
to save and improve the lives of critically ill patients,” said John
Marous, TandemLife’s President and Chief Executive Officer. “We look
forward to continuing to develop simple and effective life support
solutions as LivaNova.”

LivaNova has agreed to pay up to $250 million for TandemLife. Upfront
costs total $200 million, with up to $50 million in contingent
considerations based on regulatory milestones. The deal is projected to
be modestly accretive in 2018 and is expected to close in the first half
of 2018 (subject to approvals and other customary closing conditions).

CardiacAssist, Inc., dba TandemLife, is a growing, privately held
medical device company headquartered in Pittsburgh, Pennsylvania, that
developed the world’s first FDA-cleared and CE-marked short-term
extracorporeal circulatory support platform. TandemLife products have
provided critical cardiopulmonary support to thousands of patients in
the top hospitals worldwide.

About LivaNova

LivaNova PLC is a global medical technology company built on nearly five
decades of experience and a relentless commitment to improve the lives
of patients around the world. LivaNova’s advanced technologies and
breakthrough treatments provide meaningful solutions for the benefit of
patients, healthcare professionals and healthcare systems. Headquartered
in London and with a presence in more than 100 countries worldwide, the
company employs more than 4,500 employees. LivaNova operates as three
business franchises: Cardiac Surgery, Neuromodulation and Cardiac Rhythm
Management, with operating headquarters in Mirandola (Italy),
Houston (U.S.A.) and Clamart (France), respectively.

This press release contains forward-looking statements within the
meaning of Section 27A of the United States Securities Act of 1933, as
amended, and Section 21E of the United States Securities Exchange Act of
1934, as amended. Forward-looking statements are not historical facts
but are based on certain assumptions of management and describe the
Company’s future plans, strategies and expectations. Forward-looking
statements can generally be identified by the use of forward-looking
terminology, including, but not limited to, "may," “could,” “seek,”
“guidance,” “predict,” “potential,” “likely,” "believe," "will,"
"expect," "anticipate," "estimate," "plan," "intend," "forecast," or
variations of these terms and similar expressions, or the negative of
these terms or similar expressions. Forward-looking statements contained
in this press release are based on information presently available to
LivaNova and assumptions that the Company believes to be reasonable, but
are inherently uncertain. As a result, the Company’s actual results,
performance or achievements may differ materially from those expressed
or implied by these forward-looking statements, which are not guarantees
of future performance and involve known and unknown risks, uncertainties
and other factors that are, in some cases, beyond the Company’s control.
Investors are cautioned that all such statements involve risks and
uncertainties, including without limitation, statements concerning
closing of the proposed acquisition of TandemLife, investing in studies,
regulatory approvals, product enhancements and other steps needed to
promote this device commercially, developing TandemLife as a positive
addition to the Company’s cardiac surgery portfolio, offering patients
the most advanced cardiopulmonary support products , bringing superior
technologies to market and anticipating that this transaction will meet
all LivaNova long-term financial metrics and internal standards. You
should carefully consider the foregoing factors and the other risks and
uncertainties that affect the Company’s business, including those
described in the “Risk Factors” section of Annual Reports on Form 10-K,
Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, the
Registration Statement on Form S-4 and other documents filed from time
to time with the United States Securities and Exchange Commission by
LivaNova. LivaNova does not give any assurance (1) that LivaNova will
achieve its expectations, or (2) concerning any result or the timing
thereof.

All information in this press release is as of the date of its release.
The Company does not undertake or assume any obligation to update
publicly any of the forward-looking statements in this press release to
reflect actual results, new information or future events, changes in
assumptions or changes in other factors affecting forward-looking
statements, except to the extent required by applicable law. If we
update one or more forward-looking statements, no inference should be
drawn that we will make additional updates with respect to those or
other forward-looking statements. We caution you not to place undue
reliance on any forward-looking statements, which are made only as of
the date of this press release.